HomeMy WebLinkAbout#04 - Royal Golf 6th Addition Development Agreement STAFF REPORT
DATE: May 7th 2024
CONSENT
TO: Mayor and City Council
FROM: Sophia Jensen, City Planner
AGENDA ITEM: Royal Golf 6th Addition Development Agreement
REVIEWED BY: Jack Griffin, City Engineer
Sarah Sonsalla, City Attorney
BACKGROUND:
On April 2nd 2024, the City Council adopted Resolution 2024-038 approving the Final Plat and
Final PUD for Royal Golf 6th Addition, this is the final phase of the Royal Golf Development. An
executed developer’s agreement is a condition of final plat approval and is required prior to
recording the final plat with Washington County.
ISSUE BEFORE COUNCIL:
The City Council is being asked to approve the developer agreement for Royal Golf 6th Addition.
REVIEW/ANALYSIS:
A condition of approval of the Royal Golf 6th Addition Final Plat and PUD is that the developer
enter into a Developer’s Agreement prior to the execution of the plat by City officials. The key
aspects of the agreement include the following components:
• That all public improvements to be completed by October 31, 2025.
• That the developer provide a letter of credit in the amount of $2,421,314
• That the developer provide a cash deposit of $501,041 for park dedication, engineering
administration escrow, AUAR area fee, WAC and SACs and other related fees.
• That the developer provide an additional park dedication of $76,590, a proportionate share
of the total per tree parkland dedication fee for the Subdivision based upon the number of
Single Family or Villa Lots within the Subdivision
Upon execution of this Agreement, receipt of all fees and securities, recording of the final plat and
the completion of a Preconstruction meeting with the City, construction can commence.
FISCAL IMPACT:
The future financial impacts include maintenance of sanitary sewer mains, watermains and other
public infrastructure, maintenance of storm water ponding areas (after warranty period), and other
public financial responsibilities typically associated with a new development. The City will collect
any necessary building permit fees, Sewer Accessibility Charges and Water Accessibility Charges
and property taxes at the time of building permit application.
OPTIONS:
The City Council is being asked to consider the approval of the developer’s agreement and has the
following options:
1) Approve the developer agreement for Royal Golf 6th Addition; or
2) Direct Staff to amend the draft developer agreement to bring back to a future City Council
meeting.
RECOMMENDATION:
Staff recommends, as part of the consent agenda, the City Council approve the developer’s
agreement for Royal Golf 6th Addition. If removed from the consent agenda staff recommends the
following motion:
“Move to adopt Resolution 2024-048 approving the developer’s agreement for Royal Golf 6th
Addition.”
ATTACHMENTS:
• Resolution 2024-048
• Royal Golf 6th Addition Development Agreement
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CITY OF LAKE ELMO
WASHINGTON COUNTY
STATE OF MINNESOTA
RESOLUTION NO. 2024-048
A RESOLUTION APPROVING THE DEVELOPMENT AGREEMENT FOR ROYAL GOLF
CLUB 6TH ADDITION
WHEREAS, the City of Lake Elmo (the “City”) is a municipal corporation organized and
existing under the laws of the State of Minnesota; and
WHEREAS, U.S. Home, LLC, a limited liability company (the “Applicant”) previously
submitted an application to the City for a final plat and final PUD plan for Royal Golf Club 6th
Addition; and
WHEREAS, the Lake Elmo City Council adopted Resolution No. 2024-038 on April 2nd
2024 approving the final plat and final PUD plan for Royal Golf Club 6th Addition (the
“Resolution”); and
WHEREAS, the conditions of approval of the final plat and final PUD plan in the
Resolution included a requirement that the Applicant enter into a development agreement
acceptable to the City Attorney and approved by the City Council that delineates who is
responsible for the design, construction, and payment of the required improvements with financial
guarantees therefore; and
NOW, THEREFORE, the City Council of the City of Lake Elmo hereby:
1. Approves the Development Agreement for Royal Golf Club 6th Addition and authorizes
the Mayor and City Clerk to execute it. The City Attorney is authorized to insert or
modify the security amounts set forth in paragraphs 36, 37, and Exhibit C of the
Development Agreement as they are determined by the City Engineer. The City
Attorney is also authorized to insert a list of the plan documents approved by the City
Engineer in Exhibit B of the Development Agreement.
Passed and duly adopted this 7th day of May, 2024 by the City Council of the City of Lake Elmo,
Minnesota.
__________________________________
Charles Cadenhead, Mayor
ATTEST:
________________________________
Julie Johnson, City Clerk
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(reserved for recording information)
DEVELOPMENT AGREEMENT
The Royal Golf Club at Lake Elmo 6th Addition
THIS DEVELOPMENT AGREEMENT is dated ______________, 2024, by and between the
CITY OF LAKE ELMO, a Minnesota municipal corporation (the “City”) and U.S. Home, LLC,, a
Delaware limited liability company (the “Developer”).
1. PLAT APPROVAL. The City previously approved a plat for The Royal Golf Club at Lake
Elmo 6th Addition (referred to in this Agreement as the “Subdivision”) on April 2nd 2024. The
property being platted is situated in the County of Washington, State of Minnesota, and is legally
described on Exhibit A (the “Property”).
2. CONDITIONS OF PLAT APPROVAL. The City hereby approves the Subdivision on
condition that the Developer enter into this Agreement, furnish the security required by it, and
record the plat with the County Recorder or Registrar of Titles no later than 180 days after the
City Council approves the plat.
3. RIGHT TO PROCEED. This Agreement is intended to regulate the development of the
Property and the construction therein of certain public and private improvements. Unless
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separate written approval has been granted by the City, the Developer may not grade or otherwise
disturb the earth, remove trees, or construct public or private improvements or any buildings within
the Subdivision until all the following conditions precedent have been satisfied:
A. the Developer has executed and recorded with Washington County all drainage and
utility easements required for the Subdivision by the City Engineer and Public Works
Director in the City’s standard form;
B. this Agreement has been executed by the Developer and the City;
C. the required Security (as hereinafter defined) have been received by the City from or on
behalf of the Developer;
D. final construction plans and specifications have been submitted by the Developer and
approved by the City Engineer;
E. the Developer has paid the City for all legal, engineering, and administrative expenses
incurred by the City regarding the City approvals and has given the City the additional
City Engineering Administration Escrow required by this Agreement;
F. the Developer has paid any outstanding assessments and taxes for the Property or
property being deeded to the City;
G. the Developer has fulfilled any park dedication requirements as specified under this
Agreement;
H. the Developer has received all necessary permits from the MPCA, MDH, DNR, applicable
watershed, Washington County, and any other agency having jurisdiction over the
Subdivision;
I. the Developer has provided the City with a certificate of insurance required by this
Agreement;
J. the Developer or the Developer’s engineer and the Developer’s contractor(s) have
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initiated and attended a preconstruction meeting with the City Engineer, and City staff;
K. the final plat has been recorded with Washington County;
L. all homeowners’ association declarations, covenants, and restrictions have been
submitted, for review by the City Attorney, such approval not to be unreasonably
withheld, conditioned, or delayed, and further provided that such declarations and
covenants and restrictions consistent with Developer’s existing communities within the
City shall be considered acceptable. Said covenants and restrictions shall be in
compliance with the conditions set forth in City Council Resolution No. 2024-038. Where
there are inconsistencies between this Development Agreement and City Council
Resolution No. 2024-038, the terms and conditions of this Development
Agreement shall control;
M. a title insurance policy has been issued in the amount of $100,000 in favor of the
City insuring the City’s interests as they appear on the plat and Royal Golf Club
5th Addition Outlots F, G, and H;
N. the Developer has provided the City with a warranty deed for Royal Golf Club 5th
Addition Outlots F, G, and H; and
O. The Developer shall provide the City with a warranty deed for Outlot B. The City
understands and agrees that a portion of Outlot B will be encumbered by an
environmental covenant and easement. However, the environmental covenant
and easement shall not be located so that it encumbers the lift station or any
other City improvements on Outlot B. The deed shall be provided to the City no
later than the date that the environmental covenant is recorded against the
Outlot B.
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P. the City has issued a written notice that all above conditions have been satisfied
and that the Developer may proceed.
4. PHASED DEVELOPMENT. If the plat is a phase of a multi-phased preliminary plat,
the City may refuse to approve final plats of subsequent phases of the development if the
Developer is not in compliance with any term of this Agreement and the non-compliance has not
been remedied. Development of subsequent phases of the development may not proceed until
development agreements for such phases are approved by the City. Park dedication charges
and availability charges for sewer and water referred to in this Agreement are not being imposed
on outlots that are designated in the plat for future subdivision into lots and blocks, if any, in the
plat. Such charges will be calculated and imposed when these outlots, if any, are platted into lots
and blocks. The Subdivision is the sixth phase of a multi-phased development known as The
Royal Golf Club at Lake Elmo (the “Development”). Notwithstanding that the Subdivision is the
sixth phase of a multi-phased project, the Developer shall have no obligation for The Royal Golf
Club at Lake Elmo 1st Addition (“Royal Golf Phase 1”), The Royal Golf Club at Lake Elmo 2nd
Addition (“Royal Golf Phase 2”) and The Royal Golf Club at Lake Elmo 4th Addition (“Royal Golf
Phase 4”). The City agrees that Royal Golf Phase 1, Royal Golf Phase 2, and Royal Golf Phase
4 remain the obligation of the original developer, Royal Development, Inc., a Minnesota
corporation (the “Original Developer”). The Developer is responsible for The Royal Golf Club at
Lake Elmo 3rd Addition (“Royal Golf Phase 3”), and The Royal Golf Club at Lake Elmo 5th Addition.
5. PRELIMINARY PLAT STATUS. The Subdivision is a part of the preliminary plat of
The Royal Golf Club as it was approved by the City on June 6th 2017 and was platted as Outlot I
in The Royal Golf Club 5th Addition. The parties agree that the preliminary plat of The Royal Golf
Club shall remain in effect with respect to the Subdivision. The final plat of the Subdivision shall
be recorded with Washington County by the Developer within 180-days from the date of final plat
approval. Should the final plat not be recorded within this timeframe, the final plat of the
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Subdivision and the preliminary plat of The Royal Golf Club shall expire with respect to the
property.
6. CHANGES IN OFFICIAL CONTROLS. For five (5) years from the date of this
Agreement, no amendments to the City's Comprehensive Plan or official controls shall apply to
or affect the use, development density, lot size, lot layout or dedications of the approved final plat
unless required by state or federal law or agreed to in writing by the City and the Developer.
Thereafter, notwithstanding anything in this Agreement to the contrary, to the full extent permitted
by state law, the City may require compliance with any changes to the City's Comprehensive Plan,
official controls, platting, or dedication requirements enacted after the date of this Agreement.
7. DEVELOPMENT PLANS. The Developer agrees to develop the Property in
accordance with the City approvals, including the terms and conditions of approval of the final plat
as detailed in City Council Resolution No. 2024-038 and to construct all improvements in
accordance with the approved construction plans and specifications (collectively, the “Plans”)
prepared by a professional engineer registered in the State of Minnesota at its sole expense. All
terms and conditions of the City approvals are hereby incorporated by reference into this
Agreement. The documents which constitute the Plans are those on file with and approved by
the City and are listed on Exhibit B attached hereto. The Plans may not be modified by the
Developer without the prior written approval of the City.
8. IMPROVEMENTS. In developing the Subdivision in accordance with the Plans, the
Developer shall make or install at its sole expense the following public and private improvements
(collectively, the “Subdivision Improvements”):
A. Sanitary sewer;
B. Watermain;
C. Storm Sewer;
D. Streets and sidewalks;
E. Trails;
F. Street Lighting;
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G. Street and Traffic Signals;
H. Landscaping;
I. Erosion and Sediment Control;
J. 20th Street Turn Lane;
K. Monuments required by Minnesota Statutes; and
L. Record Drawings
All improvements shall be installed in accordance with the approved Plans, the City
approvals, the City Code, the City’s Engineering Design and Construction Standards Manual and
the City’s Landscape and Irrigation Standards. The Developer shall instruct its engineer to
provide adequate field inspection personnel to assure an acceptable level of quality control to the
extent that the Developer's engineer will be able to certify that the construction work meets the
approved Plans, the City approvals, the City Code, the City’s Engineering Design and
Construction Standards Manual, and the City’s Landscape and Irrigation Standards as a condition
of City acceptance. In addition, the City may, at the City's discretion and at the Developer's
expense, have one or more City inspectors or a soil engineer inspect the Developer’s work on a
full or part-time basis. The Developer's engineer shall provide for on-site project management.
The Developer's engineer is responsible for design changes and contract administration between
the Developer and the Developer's contractor.
9. CITY ADMINISTRATION AND CONSTRUCTION OBSERVATION.
Prior to the execution of this Agreement, the Developer shall submit to the City an amount
to be escrowed by the City for costs incurred by the City for administration and construction
observation costs in an amount provided under paragraph 34 of this Agreement - Summary of
Security Requirements. Thereafter, if said escrowed amounts become exhausted, the Developer
shall reimburse the City each month, within thirty (30) days of receiving an invoice, for all City-
related administration and construction observation costs incurred by the City related to the
Subdivision Improvements and during the construction of the Subdivision Improvements by the
City’s engineering, public works, planning, and landscape architecture staff and consultants. If
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the Developer has not paid the invoices after thirty (30) days of the invoice date, the City may
draw upon the escrow and stop the work on site until the Developer pays the invoice in full and/or
the escrow has been replenished in its full amount. City administration and oversight will include
monitoring of construction progress and construction observation, consultation with the Developer
and the Developer’s professionals on status or problems regarding the project, coordination for
testing, final inspection and acceptance, project monitoring during the warranty period, and
processing of requests for reduction in the Security. Construction observation shall include, at
the discretion of the City, part or full time inspection of proposed public utilities and street
construction. Services will be billed by the City on an hourly basis.
The direction and review provided by the City through the inspection of the Subdivision
Improvements should not be considered a substitute for the Developer-required management of
the construction of the Subdivision Improvements. The Developer must require the Developer’s
contractor(s) to furnish the City with a schedule of proposed operations at least five (5) days prior
to the commencement of construction of each type of Subdivision Improvement. The City shall
inspect all Developer-installed Subdivision Improvements during and after construction for
compliance with the Plans, the City approvals, the City Code, the City’s Engineering Design and
Construction Standards Manual, and the City’s Landscape and Irrigation Standards. The
Developer will notify the City at such times during construction as the City requires for inspection
purposes. Such inspection is pursuant to the City’s governmental authority, and no agency or
joint venture relationship between the City and the Developer is thereby created.
10. CONTRACTORS/SUBCONTRACTORS. City Council members, City employees,
and City Planning Commission members, and corporations, partnerships, and other entities in
which such individuals have greater than a 25 percent ownership interest or in which they are an
officer or director may not act as contractors or subcontractors for the Subdivision Improvements
identified in Paragraph 8 above.
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11. TIME OF PERFORMANCE. The Developer shall install all required Subdivision
Improvements by October 31, 2025, with the exception of the final wear course of asphalt on
streets. The Developer shall install the bituminous wearing course of streets after the first course
has weathered a winter season, consistent with warranty requirements, however, final acceptance
of the Subdivision Improvements by the City will not be granted until all work is completed,
including the final wear course. The Developer may, however, request an extension of time from
the City, which shall not be unreasonably withheld. If the City grants an extension, it shall be
conditioned upon updating the Security posted by the Developer to reflect cost increases and
amending this Agreement if necessary to reflect the extended completion date. Final wear course
placement outside of this time frame must have the written approval of the City Engineer.
12. MAINTENANCE DURING CONSTRUCTION. The Developer shall be responsible for
all maintenance of the Subdivision Improvements including the snow plowing of the streets, roads
and alleys until the Subdivision Improvements are accepted by the City in writing. The Developer
and its contractors must adhere to the City’s weight restrictions for all streets both inside and
outside of the Subdivision, regardless of whether said streets are included in the City’s map of
streets with weight restrictions and regardless of whether said streets are fully constructed. The
Developer also is responsible to locate all underground utilities until the Subdivision is accepted
in writing by the City. Warning signs shall be placed by the Developer when hazards develop in
streets to prevent the public from traveling on same and to direct attention to detours. If and when
streets become impassable, such streets shall be barricaded and closed by the Developer. In
the event residences are occupied prior to completing streets, the Developer shall maintain a
smooth surface and provide proper surface drainage to ensure that the streets are passable for
traffic and emergency vehicles. The Developer shall be responsible for keeping streets within
and without the Subdivision clean and clear of dirt and debris that may spill, track, or wash onto
the street from the Developer’s operations. The Developer shall contract for street cleaning for
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streets within and immediately adjacent to the Subdivision. At a minimum, scraping and sweeping
shall take place on a weekly basis.
Prior to the City’s acceptance of the streets the City may agree, at the City’s sole
discretion, to keep the streets open during winter months by plowing snow. The City will consider
snow plowing streets on a case by case basis and under the following conditions: 1) the Developer
must request in writing the streets it is requesting to be plowed by the City, with such request
received prior to October 1st of each winter season that plowing is requested; 2) there must be
residences along the street; 3) for streets that do not have the bituminous wear course placed,
the Developer must install paved wedges along all curb lines and catch basins of the street; 4)
gate valves and manholes must be level with the pavement surface; 5) street curves, center
medians, and other protrusions in the rights-of-way must be delineated with “HI-VIS” fiberglass
stakes; 6) a site review must be scheduled by the Developer and conducted with the City’s Public
Works Department with the Developer in attendance to review the streets that are being
requested to be plowed prior to the commitment of plowing by the City; 7) the Developer must
agree not to hold the City responsible for any damage caused by snow plowing operations to the
streets, curb and gutter, manholes, catch basins or other infrastructure; and 8) the Developer shall
enter into an agreement with the City for plowing of the streets.
13. LICENSE. The Developer hereby grants the City, its agents, employees, officers, and
contractors a license to enter the Property to perform all work and inspections deemed
appropriate by the City in conjunction with the development of the Property and this Agreement.
14. CONSTRUCTION ACCESS. Construction traffic access and egress for grading, public
utility construction, and street construction is restricted to access the Subdivision via 20th Street
North or from Lake Elmo Avenue (County Road 17). No construction traffic is permitted on other
adjacent local streets.
15. CONSTRUCTION SEQUENCE AND COMPLIANCE. The City will require the
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Developer to construct the Subdivision Improvements in a sequence which will allow progress
and compliance points to be measured and evaluated. The Developer and the Developer’s
representatives are required to supervise and coordinate all construction activities for all
Subdivision Improvements and must notify the City in writing stating when the work is ready for
the inspection at each of the measurable points defined in the following paragraphs.
16. EROSION CONTROL. All construction regarding the Subdivision Improvements shall
be completed in a manner designed to control erosion and in compliance with the approved plans
and specifications for the construction, the City Code, the City’s Engineering Design and
Construction Standards Manual, all watershed district permits, the Minnesota Pollution Control
Agency’s best management practices, and other requirements including the City’s permit with the
Minnesota Pollution Control Agency for the municipal separate storm sewer system program.
Before initiating any work on the site, an erosion control plan must be implemented by the
Developer and inspected and approved by the City. Erosion and sediment control measures shall
be coordinated with the various stages of development. The City may impose additional erosion
control requirements at any stage in development as deemed necessary to maintain a compliant
site. All areas disturbed for site improvements must be reseeded by the Developer promptly after
the work in the area is complete unless construction of the next stage of the site improvements
will begin in that area within seven (7) days. The parties recognize that time is of the essence in
controlling erosion.
If the Developer does not comply with the erosion control plan and schedule or
supplementary instructions received from the City, the City may take such action as it deems
appropriate to control erosion. The City will endeavor to notify the Developer in advance of any
proposed action, but failure of the City to do so will not affect the Developer's and City's rights or
obligations hereunder. If the Developer does not reimburse the City for any cost the City incurred
for such work within 10 business days, the City may draw down the Security to pay any costs. No
development, utility or street construction will be allowed, and no building permits will be issued
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by the City unless the Subdivision is in full compliance with the approved erosion control plan.
If the City issues building permits before the acceptance of public Subdivision
Improvements, the Developer assumes all responsibility for erosion control compliance
throughout the Subdivision and the City may take such action as allowed by this Agreement
against the Developer for any noncompliant issue as stated above. Erosion control plans for
individual lots will be required in accordance with the City’s building permit requirements, or as
required by the City or City Engineer.
17. SITE GRADING. In order to construct the Subdivision Improvements and otherwise
prepare the Property for development, it will be necessary for the Developer to grade the
Subdivision. All grading must be done in compliance with this Agreement and the approved
grading plans. Within thirty (30) days after completion of the grading, the Developer shall provide
the City with an “as built” grading plan and a certification prepared by a registered land surveyor
or engineer as required in the City’s Engineering Design and Construction Standards Manual.
18. STREET AND UTILITY IMPROVEMENTS. All storm sewers, sanitary sewers,
sanitary sewer lift station, watermain, and streets, including turn lane and intersection
improvements, shall be installed in accordance with the approved Plans, the City approvals, the
City Code, and the City’s Engineering Design and Construction Standards Manual. Curb and
gutter, the first lift of the bituminous streets, sidewalks, boulevards graded, street signs installed,
and all restoration work on the site shall be completed in accordance with the approved Plans.
Once the work is completed, the Developer or the Developer’s representative shall submit a
written request to the City asking for an inspection of the initial improvements. The City will then
schedule a walk- through to create a punch list of outstanding items or repairs the Developer is
to complete. Upon receipt of the written punch list provided by the City, the Developer must
complete all items on the punch list and then notify the City to re-inspect the Improvements. The
Developer shall install the final bituminous wear course after the first bituminous course has
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weathered a winter season. Prior to placement of the final bituminous wear course, the Developer
shall repair or replace all broken or failing curbs, sidewalks and damaged or settled streets as
determined by the City from a pre-wear course walk through inspection.
19. LANDSCAPING AND TREE REPLACEMENT IMPROVEMENTS.
A. The Developer agrees to install landscaping in accordance with the approved Plans,
the City approvals, the City Code, the City’s Engineering Design and Construction
Standards Manual, and the City’s Landscape and Irrigation Standards. All
landscaping materials such as trees, shrubs, grasses, or other vegetation installed
by the Developer must be warrantied and maintained for a period of two years, with
the exception of trees planted on lots that have single-family homes, which are not
required to be warrantied. The two-year warranty period for landscaping materials
shall be deemed to start once all required landscaping identified as responsibility of
Developer in the approved Plans for the Subdivision has been field verified and
accepted by the City. The Developer agrees to have the installer of the landscaping
complete an inspection thirty (30) days before the end of the two-year warranty
period and provide the City with a written report identifying the condition of all
landscaping. In the event that any landscaping installed by the Developer is deemed
through this inspection to be in poor condition or dead, the Developer is to replace
the landscaping with like kind materials or as otherwise approved by the City.
B. The Developer shall be responsible for maintaining regular watering, fertilizing, and
over-seeding necessary to establish final lawns and yards as identified in the
approved Plans for outlots, public rights-of-way, and any disturbed areas outside the
Subdivision boundaries according to a landscape maintenance plan approved by the
City. The Developer agrees to achieve “substantial performance” on all seeded or
sodded lawns and yards disturbed during the construction of Subdivision
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Improvements. For the purpose of this Agreement “substantial performance” shall
be defined for areas seeded or sodded with a turf or lawn mix as “square foot turf
areas with an average blade height of three inches free of eroded, bare, or dead
spots and free from perennial weeds or unwanted grasses with no visible surface
soil.” For areas seeded with a native grass or flower mix “substantial performance”
shall be defined as “square foot native grass or flower areas with an average height
of eight inches free of eroded, bare, or dead spots and no visible surface soil.”
C. The City has agreed to reduce the number of required trees the Original Developer
and Developer are required to plant within the entire Development from 2,912 to
1,943 as such number is reflected in the revised landscape plans on file with the
City. In addition to planting the number of trees required by this paragraph, the
Developer agrees that it will require that at least two trees be planted on lots that
have villa homes and at least four trees be planted on lots that have single family
homes. These trees are not to be counted towards the number of trees that are
required by this paragraph to be planted by the Developer. All trees planted on villa
or single-family home lots must be planted before a certificate of occupancy for the
lot will be issued by the City. The Developer may further reduce the number of trees
that it is required to plant within the Subdivision by: (i) implementing woodland
management or pollinator friendly native seeding practices within the Subdivision, in
a manner approved by the City’s Landscape Architect, provided that the number of
trees that may be removed from the Developer’s plantings will be agreed upon by
the Developer and the City at the time such practices are approved; or (ii) paying to
the City a per-tree parkland dedication fee of $500.00 per 2.5 caliper inch tree that
the Developer elects not to plant within the Subdivision.
D. In consideration for the reduction in the number of trees to be planted by the
Developer in accordance with paragraph 19 (C) above, the Developer will pay a
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proportionate share of the total per tree parkland dedication fee for the Subdivision
based upon the number of Single Family or Villa Lots within the Subdivision. For the
Subdivision, the Developer will pay the City $76,590 in parkland dedication fees
(($500 x 969 2.5 caliper inch trees not planted within the entire plat area) / 291 Single
Family/Villa Lots within all phases of the Development X 46 Single Family Lots within
the Subdivision).
20. SIGNAGE, STREET LIGHTING AND OTHER UTILITIES. The Developer agrees to
install street signs, traffic and parking signs, and pavement markings within the Subdivision all in
accordance with the approved Plans and the City Engineering Design Standards Manual. Street
and traffic sign details shall be submitted by the Developer to the City for approval before
installation. In addition, the Developer shall be responsible for the cost and all coordination work
to extend private utilities along with street lighting within the Subdivision all in accordance with
the approved plans and right-of-way permits.
21. OWNERSHIP OF IMPROVEMENTS. Upon completion of the work and construction
required by this Agreement, the Subdivision Improvements lying within public easements shall
become City property. Before acceptance of the public Subdivision Improvements by the City,
the Developer must furnish the City with a complete set of reproducible "record" plans and an
electronic file of the "record" plans in accordance with the City’s Engineering Design and
Construction Standards Manual together with the following affidavits:
- Developer/Developer Engineer’s Certificate
- Land Surveyor’s Certificate
certifying that all construction has been completed in accordance with the terms of this
Agreement. All necessary forms will be furnished by the City. Upon receipt of “record plans” and
affidavits, and upon review and verification by the City Engineer that the public Subdivision
Improvements have been completed in accordance with the terms of this Agreement, the City
Engineer will accept the completed public Subdivision Improvements.
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22. PARK DEDICATION.
The Developer will not be deeding any outlots or other property to the City in the
Subdivision. The Developer shall pay a cash contribution of $96,656 to satisfy the City’s park
dedication requirements for the Subdivision. The Subdivision Park dedication was calculated as
follows: 46 lots at $2,101 ($2,749 per lot less $648 per lot for the for the appraised value of land
for the trails being conveyed to the City per lot).
23. SANITARY SEWER AND WATER UTILITY AVAILABILITY CHARGES (SAC AND
WAC). The Developer shall be responsible for the payment of all sewer availability charges
(SAC) and all water availability charges (WAC) with respect to the Subdivision Improvements
required by the City and any state or metropolitan government agency.
The sewer availability charge (SAC) in the amount of $3,000.00 per REC shall be paid by
the Developer to the City before recording the final plat. The total amount to be paid by the
Developer is $138,000.
The water availability charge (WAC) in the amount of $3,000.00 per REC shall be paid by
the Developer to the City before recording the final plat. The total amount to be paid by the
Developer is $138,000.
In addition, a sewer connection charge in the amount of $1,000.00 per REC, a
Metropolitan Council sewer availability charge in the amount of $2,485.00 per REC, and a water
connection charge in the amount of $1,000.00 per REC will be payable by the Developer and
collected by the City at the time the City issues a building permit for each lot.
24. STREET LIGHTS. The Developer is responsible for the cost of street light installation
consistent with a street lighting plan approved by the City. Before the City signs the final plat, the
Developer shall post a Security for street light installation consistent with the approved plan. The
required Security is $30,000 and consists of 5 decorative lights at $6,000 each. The Developer
shall also pay the City $129/light ($645) to reimburse the City for the first year operating costs for
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the street lights.
25. WETLAND MITIGATION. The Developer shall complete wetland mitigation/restoration
in accordance with the approved Plans and in accordance with any applicable Watershed or
agency permits. If the mitigation work is found to be incomplete or restoration is unsuccessful,
the City may draw down the Security at any time during the warranty period to perform the work
if the Developer fails to take corrective measures after being provided reasonable notice by the
City.
26. BUILDING PERMITS/CERTIFICATES OF OCCUPANCY.
A. The City will not issue any building permits for any lot within the Subdivision, or within
a completed phase of the Subdivision in a City preapproved phasing plan, until such
time that sanitary sewer, water, storm sewer, curbing and one lift of asphalt has been
installed and tested for all public streets; boulevard grading has been completed
within the entire right-of-way (without hold down grading for the future sidewalk or
any other improvements); street and traffic control signs are installed; property
monuments have been installed and grading as-built plans have been submitted and
approved by the City. A “preapproved phasing plan” is defined as a phased
construction plan that has been submitted by the Developer and approved by the
City in advance of the preconstruction meeting for the Subdivision. Once the
construction has started, the City will not consider revisions to the phasing plan for
the purpose of issuing building permits.
B. The City may issue a single building permit for a “Model Home” if authorized by the
City Planning Director before the completion of the Subdivision Improvements
described in paragraph 26 (A) above, however, the Model Home Lot (as hereinafter
defined) shall have the following in place before the City will allow construction of
the Model Home to proceed:
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1. Adequate safe public access for emergency services and contractors, including
a paved bituminous road to the building pad for the Model Home that is sufficient
to allow construction to proceed;
2. A grading as-built plan approved by the City for the lot identified (the “Model
Home Lot”) to include the Model Home and all downstream drainage facilities;
3. All storm water drainage facilities that include and are downstream from the
Model Home Lot are in place, meet the approved project plans, and are verified
by the City; and
4. The Developer shall install adequate parking, and sanitary sewer and municipal
water to the Model Home Lot.
C. The City will not issue a certificate of occupancy for any Model Home until:
1. The Model Home Lot has paved street access, parking, and circulation and
meet all City Code Standards;
2. The Developer has installed all the curb and gutter and sidewalks in the
Phase of the Development in which the Model Home is located;
3. The Developer has installed all storm water facilities for and adjacent to the
Model Home and the storm water facilities down-stream from the Model
Home:
4. All other building and City Code requirements, including but not necessarily
limited to, connection to sanitary sewer and water and all conditions and
improvements identified in paragraph 26 (A) above have been completed,
inspected, verified by as-built surveys, and approved and accepted by the
City.
D. The Developer shall use the Model Home only for real estate sales purposes and no
other purpose.
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E. Before the City issues any building permits, the Developer shall install wetland buffer
monuments in accordance with the City’s zoning ordinance. The monument design
shall be approved by the City Planning Department.
F. Breach of the terms of this Agreement by the Developer, including nonpayment of
billings from the City, shall be grounds for denial of building permits, certificates of
occupancy, and withholding of other permits, inspection or actions and the halting of
all work in the Subdivision.
G. If the City issues building permits before the acceptance of the public Subdivision
Improvements by the City, the Developer assumes all liability and costs resulting in
delays in completion of public Subdivision Improvements and damage to public
Subdivision Improvements caused by the City, the Developer, the Developer’s
contractors, subcontractors, materialmen, employees, agents, or any third parties.
H. If the City issues building permits before the construction of sidewalks or trails that
are located in the front yards of lots within the Subdivision, the Developer assumes
responsibility for the coordination, liability and costs related to the construction of the
sidewalks and trails. The Developer must ensure that the sidewalks and trails that
are located in the front yards of lots are constructed, inspected, and accepted by the
City before any driveways for these lots are constructed. The Developer must also
construct the sidewalks and trails in such a manner so that they are constructed
continuously from end of street to end of street without any exceptions or gaps in the
sidewalk or trail. There must not be any building construction on any of the impacted
lots during the sidewalk and trail construction and their associated curing periods in
order to prevent any adverse impacts on them prior to City inspection and approval.
All boulevard grading and restoration re-work must be completed by the Developer
immediately following the sidewalk or trail construction. In the event that the
Developer does not adhere to the requirements in this paragraph, the Developer
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must immediately complete corrective work to the sidewalks, trails, and boulevard
areas in the manner identified by the City at the Developer’s expense. All sidewalk
and trail corrections must be made by contractors under the direction of the
Developer in accordance with the approved plans and specifications for the
Subdivision. All corrective work must be inspected and approved by the City. The
Developer agrees that the failure by the Developer to immediately address
corrections identified by the City may result in the City immediately placing a stop
work order on all construction activity within the Subdivision until the corrections are
made to the satisfaction of the City.
I. No sewer and water connection permits may be issued until the streets needed for
access have been paved with a bituminous surface and the utilities are tested and
approved by the City Engineer.
27. RESPONSIBILITY FOR COSTS.
A. In the event that the City receives claims from labor, materialmen, or others that work
required by this Agreement has been performed and the amounts due to them have
not been paid, and the laborers, materialmen, or others are seeking payment from
the City, the Developer hereby authorizes the City to commence an Interpleader
action pursuant to Rule 22, Minnesota Rules of Civil Procedure for the District
Courts, to draw upon the Security in an amount up to 125 percent of the claim(s) and
deposit the funds in compliance with the Rule, and upon such deposit, the Developer
shall release, discharge, and dismiss the City from any further proceedings as it
pertains to the funds deposited with the District Court, except that the Court shall
retain jurisdiction to determine attorneys' fees pursuant to this Agreement.
B. Except as otherwise specified herein, the Developer shall pay all costs incurred by
it or the City in conjunction with the development of the Subdivision, including but
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not limited to legal, planning, engineering, and inspection expenses incurred in
connection with the City’s approval and acceptance of the plat and the Subdivision,
the preparation of this Agreement, the City’s review of construction plans and
documents, and all costs and expenses incurred by the City in monitoring and
inspecting development of the Subdivision. All amounts incurred and due to the City
at the time of the recording of the final plat must be fully paid by the Developer before
the City will execute and release the final plat for recording.
C. The Developer shall hold the City and its officials, employees, and agents harmless
from claims made by itself and third parties for damages sustained or costs incurred
resulting from the City’s approval of the plat and the development of the Subdivision.
The Developer shall indemnify the City and its officials, employees, and agents for
all costs, damages, or expenses which the City may pay or incur in consequence of
such claims, including attorneys' fees.
D. The Developer shall reimburse the City for costs incurred in the enforcement of this
Agreement, including reasonable engineering and attorneys' fees.
E. The Developer shall pay, or cause to be paid when due, and in any event before any
penalty is attached, all special assessments referred to in this Agreement. This is a
personal obligation of the Developer and shall continue in full force and effect even
if the Developer sells one or more lots, the entire Property, or any portion of it.
F. The Developer shall pay in full all bills submitted to it by the City for obligations
incurred under this Agreement within thirty (30) days after receipt. Bills not paid
within thirty (30) days shall be assessed a late fee per the City adopted fee schedule.
Upon request, and within ten (10) business days of the request, the City will provide
copies of detailed invoices of the work performed by the City and its consultants.
28. SPECIAL PROVISIONS. The following special provisions shall apply to the Subdivision:
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1. The Developer must enter into a preliminary plat extension agreement in the City’s
standard form.
2. The Developer must enter into a landscape license and maintenance agreement with the
City that clarifies the individuals or entities responsible for landscaping within the
Subdivision.
3. All changes and modifications to the plans requested by the City Engineer in the
Memorandum dated March 6, 2024 must be incorporated by the Developer into the Final
Plat and PUD Plans to the satisfaction of the City Engineer.
4. All changes and modifications to the plans requested by the City’s Landscape Architect in
the Memorandum dated March 5, 2024 must be incorporated by the Developer into the
Final Plat and PUD Plans to the satisfaction of the Landscape Architect.
5. That the Final Plat must include street names as approved by Council.
6. The Developer must follow all the rules and regulations spelled out in the Wetland
Conservation Act and shall acquire the needed permits from the appropriate watershed
districts prior to the commencement of any grading or development activity within the
Subdivision.
7. The Developer shall provide a warranty deed conveying the four outlots within 5th Addition
(Outlots B, F, G, and H) to the City.
8. All property within the Subdivision must be incorporated by the Developer into the
declaration concerning management of the common areas and establish a homeowner’s
association. The amendment to the declaration must be submitted in final form to the City
before any building permit may be issued for any structure in the Subdivision. The
declaration must require maintenance by the homeowners’ association of all wetland
buffers within the Subdivision.
9. All requirements stated in the Fire Department’s memorandum dated February 24, 2024
must be met.
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10. That there shall be no encroachments to drainage and utility easements on residential lots
other than those reviewed and approved by the City Engineer and upon execution of an
easement encroachment agreement.
11. The homeowners’ association declaration must include architectural requirements that
require four-sided architecture and garages facing the public rights-of-way to have
windows and/or other architectural features.
12. The Final Plat and PUD Plans approval is conditioned upon the applicant meeting all City
standards and design requirements unless specifically addressed otherwise in this
resolution.
13. Prior to the construction of any subdivision identification signs or neighborhood markers
within the development, the developer shall submit sign plans for review and obtain a sign
permit from the Planning Department. Any amendments to the finding regarding signs
indicated in this Resolution shall be subject to a PUD amendment or variance.
29. MISCELLANEOUS.
A. The Developer may not assign this Agreement without the written permission of the
City Council. The Developer's obligations hereunder shall continue in full force and
effect even if the Developer sells one or more lots, the entire Property, or any portion
of it.
B. Retaining walls that require a building permit shall be constructed in accordance with
plans and specifications prepared by a professional engineer licensed by the State
of Minnesota. Following construction, a certification signed by the design engineer
shall be filed with the City Engineer evidencing that the retaining wall was
constructed in accordance with the approved Plans. All retaining walls identified on
the Plans or by special conditions referred to in this Agreement shall be constructed
before any other building permit is issued for a lot on which a retaining wall is
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required to be built.
C. Homeowners’ association declarations, covenants, and restrictions and other
documents related to the homeowners’ association shall be submitted to the City
prior to recording of the final plat for review and approval by the City Attorney.
D. Homes in the Subdivision will be designed and constructed consistent with
Developer’s Classic™ series (as to single family homes) and Villa series (with respect
to villa units) or other architecturally and aesthetically compatible plan series with
four-sided architecture and any garages facing the public street rights-of-way must
have windows or other architectural features. The width of the visible garage door
area when closed shall not exceed 60 percent of the principal building façade
(including garage) fronting the primary street.
E. The Developer shall take out and maintain or cause to be taken out and maintained
until six months after the City has accepted the public Subdivision Improvements,
public liability and property damage insurance covering personal injury, including
death, and claims for property damage which may arise out of Developer's work or
the work of its subcontractors or by one directly or indirectly employed by any of
them.
Limits for bodily injury and death shall be not less than $500,000 for one person
and $1,500,000 for each occurrence; limits for property damage shall be not less
than $200,000 for each occurrence; or a combination single limit policy of $1,500,000
or more. The City shall be named as an additional insured on the policy, and the
Developer shall file with the City a certificate of insurance evidencing coverage prior
to the City signing the plat. The certificate shall provide that the City must be given
thirty (30) days’ advance written notice of the cancellation of the insurance.
F. Third parties shall have no recourse against the City under this Agreement.
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G. If any portion, section, subsection, sentence, clause, paragraph, or phrase of this
Agreement is for any reason held invalid, such decision shall not affect the validity
of the remaining portion of this Agreement.
H. The action or inaction of the City shall not constitute a waiver or amendment to the
provisions of this Agreement. To be binding, amendments or waivers shall be in
writing, signed by the parties and approved by written resolution of the City Council.
The City's failure to promptly take legal action to enforce this Agreement shall not be
a waiver or release.
I. This Agreement shall run with the land and may be recorded against the title to the
Property at the Developer’s expense. The Developer covenants with the City, its
successors and assigns, that the Developer has fee title to the Property being final
platted and has obtained consents to this Agreement, in the form attached hereto,
from all parties who have an interest in the Property, including, but not limited to,
mortgagees; that there are no unrecorded interests in the Property being final
platted; and that the Developer will indemnify and hold the City harmless for any
breach of the foregoing covenants.
J. Each right, power or remedy herein conferred upon the City is cumulative and in
addition to every other right, power or remedy, express or implied, now or hereafter
arising, available to City, at law or in equity, or under any other agreement, and each
and every right, power and remedy herein set forth or otherwise so existing may be
exercised from time to time as often and in such order as may be deemed expedient
by the City and shall not be a waiver of the right to exercise at any time thereafter
any other right, power or remedy.
K. The Developer represents to the City that the Subdivision and the Subdivision
Improvements comply or will comply with all City, County, metropolitan, state, and
federal laws and regulations, including but not limited to: subdivision ordinances,
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zoning ordinances, and environmental regulations. If the City determines that the
Subdivision is not in compliance, the City may, at its option, refuse to allow
construction or development work in the Subdivision until it is brought into
compliance. Upon the City’s demand, the Developer shall cease work until there is
compliance.
L. The City agrees that the Developer shall have no obligation or liability with respect
to the development obligations set forth in the various development agreements
established for the Royal Golf Club at Lake Elmo 1st Addition and 2nd Addition. The
City agrees that the following agreements do not encumber the Subdivision and may
be disregarded in the property records: (i) Site Grading Agreement by and between
the City of Lake Elmo and H.C. Golf Land, LLC, dated June 1, 2017, filed June 28,
2017, as Document No. 4117554, in the Office of the County Recorder, Washington
County, Minnesota, as amended by that certain Amendment to Site Grading
Agreement, dated October 17, 2017, filed November 9, 2017, as Document No.
4134802, as partially released by that certain Partial Release of Site Grading
Agreement, dated April 30, 2019, filed May 8, 2019, as Document No. 4192258; (ii)
City of Lake Elmo Site Improvement Agreement by and between the City of Lake
Elmo and H.C. Golf Land, LLC, dated August 15, 2017, filed August 25, 2017, as
Document No. 4125499, in the Office of the County Recorder, Washington County,
Minnesota; (iii) License and Maintenance Agreement for Landscaping Improvements
by and between the City of Lake Elmo and Royal Development, Inc., dated July 26,
2018, filed September 17, 2018, as Document No. 4168630, in the Office of the
County Recorder, Washington County, Minnesota.
30. EVENTS OF DEFAULT. The following shall be "Events of Default" under this
Agreement and the term "Event of Default" shall mean, whenever it is used in this Agreement,
any one or more of the following events:
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A. Subject to unavoidable delays, failure by the Developer to commence and complete
construction of the public Subdivision Improvements pursuant to the terms,
conditions, and limitations of this Agreement.
B. Failure by the Developer to substantially observe or perform any material covenant,
condition, obligation, or agreement on its part to be observed or performed under
this Agreement.
31. REMEDIES ON DEFAULT. Whenever any Event of Default occurs, the City, subject
to any rights of third parties agreed to by the City pursuant to this Agreement, or otherwise by
written, executed instrument of the City, may take any one or more of the following:
A. The City may suspend its performance under the Agreement until it receives
assurances from the Developer, deemed adequate by the City, that Developer will
cure its default and continue its performance under the Agreement. Suspension of
performance includes the right of the City to withhold permits including, but not
limited to, building permits.
B. The City may initiate such action, including legal or administrative action, as is
necessary for the City to secure performance of any provision of this Agreement or
recover any amounts due under this Agreement from the Developer, or immediately
draw on the Security, as set forth in this Agreement.
32. ENFORCEMENT BY CITY; DAMAGES. The Developer acknowledges the right of
the City to enforce the terms of this Agreement against the Developer, by action for specific
performance or damages, or both, or by any other legally authorized means. In the event of a
default by the Developer as to construction or repair of any of the Subdivision Improvements or
any other work or undertaking required by this Agreement, the City may, at its option, perform the
work and the Developer shall promptly reimburse the City for any expense incurred by the City.
This Agreement is a license for the City to act, and it shall not be necessary for the City to seek
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an order from any court for permission to enter the Subdivision for such purposes. If the City
does such work, the City may, in addition to its other remedies, levy special assessments against
the land within the Subdivision to recover the costs thereof. For this purpose, the Developer, for
itself and its successors and assigns, expressly waives any and all procedural and substantive
objections to the special assessments, including, but not limited to, hearing requirements, and
any claim that the assessments exceed the benefit to the land so assessed. The Developer, for
itself and its successors and assigns, also waives any appeal rights otherwise available pursuant
to Minnesota Statutes Section 429.081.
The Developer also acknowledges that its failure to perform any or all of the Developer’s
obligations under this Agreement may result in substantial damages to the City; that in the event
of default by the Developer, the City may commence legal action to recover all damages, losses
and expenses sustained by the City; and that such expenses may include, but are not limited to,
the reasonable fees of legal counsel employed with respect to the enforcement of this Agreement.
33. WARRANTY. During the warranty period, the Developer warrants that all Subdivision
Improvements will be free from defects and that they will continue to meet all technical
specifications and standards. During the warranty period, the Developer agrees to repair or
replace any Subdivision Improvement, or any portion or element thereof, which shows signs of
failure, normal wear and tear excepted. If the Developer fails to repair or replace a defective
Subdivision Improvement during the warranty period, the City may repair or replace the defective
portion and may use the Security to reimburse itself for such costs. The Developer agrees to
reimburse the City fully for the cost of all Subdivision Improvement repair or replacement if the
cost thereof exceeds the remaining amount of the Security. Such reimbursement must be made
within forty-five (45) days of the date upon which the City notifies the Developer of the cost due
under this paragraph. The Developer hereby agrees to permit the City to specially assess any
unreimbursed costs against any lots in the Subdivision which have not been sold to home buyers
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if the Developer fails to make required payments to the City. The Developer, on behalf of itself
and its successors and assigns, acknowledges the benefit to the lots within the Subdivision of the
repair or replacement of the Subdivision Improvements and hereby consents to such assessment
and waives the right to a hearing or notice of hearing or any appeal thereon under Minnesota
Statutes, Chapter 429.
A. The required warranty period for all work relating to the public sewer and water shall
be two (2) years from the date of final written City acceptance of the utility work.
B. The required warranty period for all work relating to street construction, including
concrete curb and gutter, sidewalks and trails, materials and equipment shall be
subject to one (1) year from the date of final written acceptance of the work.
C. The required warranty period for sod, trees, and landscaping is two (2) years from
the date of final written City acceptance of the installation.
34. SUMMARY OF SECURITY REQUIREMENTS. To guarantee compliance with the
terms of this Agreement, payment of special assessments, payment of the costs of all public
Subdivision Improvements, and construction of all public Subdivision Improvements, the
Developer shall furnish the City with an irrevocable letter of credit or a cash escrow or a
combination of a cash escrow and letter of credit (the “Security") in the amount of $2,421,314 The
bank originating the letter of credit shall be determined by the City to be solvent and creditworthy.
The letter of credit shall substantially be in the form attached to this Agreement and must be
approved by the City. The amount of the Security was calculated as itemized on Exhibit C. If at
any time the City reasonably determines that the bank issuing the letter of credit no longer satisfies
the City’s requirements regarding solvency and creditworthiness, the City shall notify the
Developer and the Developer shall provide to the City within forty-five (45) days a substitute for
the letter of credit from another bank meeting the City’s requirements. If the Developer fails to
provide the City within forty-five (45) days with a substitute letter of credit from an issuing bank
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satisfactory to the City, the City may draw under the existing letter of credit.
This breakdown is for historical reference; it is not a restriction on the use of the Security.
The City may draw down the Security, without notice, for any violation of the terms of this
Agreement or if the Security is allowed to lapse prior to the end of the required term. If the required
public Subdivision Improvements are not completed at least thirty (30) days prior to the expiration
of the Security, the City may also draw it down. If the Security is drawn down, the proceeds shall
be used by the City to cure the default.
35. REDUCTION OF SECURITY. Upon written request by the Developer and upon receipt
of proof satisfactory to the City Engineer that work has been completed in accordance with the
approved Plans and the terms of this Agreement and that all financial obligations to the City have
been satisfied, the City Engineer may approve reductions in the Security in the following
instances:
A. Up to 75 percent of the Security associated with the itemization on Exhibit C may
be released upon completion of the following key milestones of the project as
determined by the City Engineer:
1. Construction Categories 2 and 3: The amount of $600,629 may be released
when all sanitary sewer and watermain utilities have been installed, all testing
and televising has been successfully completed, sanitary sewer as-built inverts
have been verified, and the utilities are considered ready for use by the City
Engineer.
2. Construction Categories 4 and 5: The amount of $816,740 may be released
when all streets, sidewalks, and storm sewer have been installed and tested,
and have been found to be complete to the satisfaction of the City Engineer
including all corrective work for any identified punch list items and including
verification of storm sewer as-built inverts, but not including the final wear
course.
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3. Construction Categories 6-10 and 14-17: The amount of $257,414may be
released when all remaining Developer’s obligations under this Agreement
have been completed including: (1) bituminous wear course; (2) street lighting
and private utilities; (3) trails; (4) bio retention facilities; (5) iron monuments for
lot corners have been installed; (6) all financial obligations to the City satisfied;
(7) the required "record" plans in the form of the City standards have been
received and approved by the City; and (8) the public Subdivision
Improvements are accepted by the City Engineer and the City Council.
4. Construction Categories 11, 12 and 13: The amount of $141,563 may be
released when landscaping Subdivision Improvements have been installed to
the satisfaction of the City including all corrective work for any identified punch
list items.
B. Twenty-five percent of the original Security amount, excluding grading and
landscaping improvements shall be retained until: (1) all Subdivision
Improvements have been fully completed and accepted by the City, including all
corrective work and warranty punch list items; (2) all financial obligations to the
City have been satisfied; and (3) the warranty period has expired.
C. Twenty-five percent of the original Security amount associated with landscaping
shall be retained by the City until: (1) all landscaping Subdivision Improvements
have been fully completed and accepted by the City, including all corrective work
and warranty punch list items being completed by the Developer; (2) all financial
obligations to the City have been satisfied; and (3) the warranty period has expired.
D. In addition to the above project milestone based Security reductions, the
Developer may submit a written request and upon receipt of proof satisfactory to
the City Engineer that work is progressing in accordance with the approved Plans
and the terms of this Agreement and that all financial obligations to the City have
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been satisfied, the City Engineer may approve a one-time reduction in the Security
for Construction Categories 2-5 in an amount not to exceed 50 percent of the initial
Security amount. This one-time Security reduction does not apply to Categories 4-
5 if boulevard sidewalks or trails have not been installed.
E. It is the intent of the parties that the City at all times have available to it Security in
an amount adequate to ensure completion of all elements of the Subdivision
Improvements and other obligations of the Developer under this Agreement,
including fees or costs due to the City by the Developer. To that end and
notwithstanding anything herein to the contrary, all requests by the Developer for
a reduction or release of the Security shall be evaluated by the City in light of that
principle.
36. SUMMARY OF CASH REQUIREMENTS. The following is a summary of the cash
requirements under this Agreement that must be paid to the City before recording the final plat:
Sewer Availability Charge (SAC): $138,000
Water Availability Charge (WAC): $138,000
Park Dedication per Paragraph 22: $ 96,656
Parkland Dedication per Paragraph 19 (D): $76,590
Street Light Operating Fee: $645
City Base Map Upgrading ($25.00 per REU): $1,150
City Engineering Administration Escrow: $50,000
TOTAL CASH REQUIREMENTS: $501,041
37. NOTICES. Required notices to the Developer shall be in writing, and shall be either hand
delivered to the Developer, its employees or agents, or mailed to the Developer by certified mail
at the following address: U.S. Home Corporation, 16305 36th Avenue North, Suite 600, Plymouth,
MN 55446. Notices to the City shall be in writing and shall be either hand delivered to the City
Administrator or mailed to the City by certified mail in care of the City Administrator at the following
address: Lake Elmo City Hall, 3880 Laverne Avenue N., Lake Elmo, Minnesota 55042.
38. EVIDENCE OF TITLE. The Developer shall furnish the City with evidence of fee
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ownership of the property being platted by way of a title insurance commitment dated not earlier
than 90 days prior to the execution of the plat.
39. COMPLIANCE WITH LAWS. The Developer agrees to comply with all laws,
ordinances, regulations, and directives of the state of Minnesota and the City applicable to the
Subdivision. This Agreement shall be construed according to the laws of the Minnesota.
40. CERTIFICATE OF COMPLETION. Each individual home site within the Subdivision
shall be deemed released from the obligations of this Agreement and this Agreement may be
disregarded as to such home site upon substantial completion of the home site without further
action by City or Developer and without need to record a separate release. Substantial completion
will occur when the City issues a certificate of occupancy for the home site. Such certification by
the City shall be a conclusive determination of satisfaction and termination of the agreements and
covenants in this Agreement as to such home site. The City agrees to provide to the Developer
a final certificate of completion and release once the City determines that all obligations of the
Developer under this Agreement have been fully performed and all warranty periods for which
Developer has deposited a financial guaranty have expired.
41. SEVERABILITY. In the event that any provision of this Agreement shall be held invalid,
illegal, or unenforceable by any court of competent jurisdiction, such holding shall pertain only to
such section and shall not invalidate or render unenforceable any other provision of this
Agreement.
42. NON-WAIVER. Each right, power, or remedy conferred upon the City by this Agreement
is cumulative and in addition to every other right, power, or remedy, express or implied, now, or
hereafter arising, or available to the City at law or in equity, or under any other agreement. Each
and every right, power, and remedy herein set forth or otherwise so existing may be exercised
from time to time as often and in such order as may be deemed expedient by the City and shall
not be a waiver of the right to exercise at any time thereafter any other right, power, or remedy.
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If either party waives in writing any default or nonperformance by the other party, such waiver
shall be deemed to apply only to such event and shall not waive any other prior or subsequent
default.
43. COUNTERPARTS. This Agreement may be executed simultaneously in any number of
counterparts, each of which shall be an original and shall constitute one and the same Agreement.
CITY OF LAKE ELMO
By: ____________ __________________ Charles Cadenhead Its: Mayor By: __________________ _____________ Julie Johnson Its: City Clerk
STATE OF MINNESOTA )
) ss.
COUNTY OF WASHINGTON )
The foregoing instrument was acknowledged before me this ___ day of ________________,
2024, by Charles Cadenhead and Julie Johnson, the Mayor and City Clerk, respectively, of the
City of Lake Elmo, a Minnesota municipal corporation, on behalf of the corporation and pursuant
to the authority granted by its City Council.
NOTARY PUBLIC
34
LA515\135\943139.v2
U.S. Home, LLC
By: ___________________________________
Its: ___________________________________
STATE OF MINNESOTA )
) ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this ___, day of _________________,
2024, by _______________________, the _______________________of U.S. Home, LLC, a
Delaware limited liability company on behalf of the company.
NOTARY PUBLIC
35
LA515\135\943139.v2
FEE OWNER CONSENT TO
DEVELOPMENT AGREEMENT
DRP MN 2, LLC, a Delaware limited liability company, fee owner of the subject property, the
development of which is governed by the foregoing Development Agreement, affirms and
consents to the provisions thereof and agrees to be bound by the provisions.
Dated this day of , 2024.
STATE OF MINNESOTA )
) ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this ____ day of _____________, 2024
by ______________, the ________________ of DRP MN 2, LLC, a Delaware limited liability
company on behalf of the company.
NOTARY PUBLIC
DRAFTED BY: City of Lake Elmo 3880 Laverne Avenue North Lake Elmo, MN 55042 (651) 747-3900
A-1
LA515\135\943139.v2
EXHIBIT A TO
DEVELOPMENT AGREEMENT
Legal Description of the Property Being Final Platted
Outlot I, The Royal Golf Club at Lake Elmo 5th Addition, according to the recorded plat thereof,
County of Washington, State of Minnesota.
B-1
LA515\135\943139.v2
EXHIBIT B TO
DEVELOPMENT AGREEMENT
List of Plan Documents
The following documents prepared by Carlson McCain, collectively constitute the Plans:
THOSE DOCUMENTS BY AS FOLLOWS:
SHEET
TITLE REVISION
DATE
Phase 3 Grading, Development
& Erosion Control Plans
(prepared by Carlson McCain)
1 of 8 Cover 3/29/2024
2 of 8 Index 11/17/2023
3 of 8 Grading, Development & Erosion
Control Plan
3/29/2024
4 of 8 Grading, Development & Erosion
Control Plan
3/29/2024
5 of 8 Grading, Development & Erosion
Control Plan
11/17/2023
5.1 of 8 Grading, Development & Erosion
Control Plan (Temp. Grading
Easement)
4/6/2023
6 of 8 Details 4/6/2023
7 of 8 Details 4/6/2023
8 of 8 Retaining Wall Profiles 4/6/2023
Sanitary Sewer, Water Main,
Storm Sewer, and Street
Construction Plans (prepared
by Carlson McCain)
1 of 18 Cover 4/4/2024
2 of 18 Overall Utility Index 3/29/2024
3 of 18 Sanitary Sewer & Watermain
Index
3/29/2024
4 of 18 Storm Sewer Index 3/29/2024
5 of 18 Sanitary Sewer and Water Main 3/29/2024
6 of 18 Sanitary Sewer and Water Main 3/29/2024
7 of 18 Sanitary Sewer and Water Main 4/4/2024
8 of 18 Storm Sewer 4/4/2024
9 of 18 Storm Sewer 3/29/2024
10 of 18 Storm Sewer 3/29/2024
11 of 18 Street Construction 3/29/2024
12 of 18 Street Construction 3/29/2024
13 of 18 Trail Construction 3/29/2024
14 of 18 Signing, Striping & Lighting Plan 4/1/2024
15 of 18 Details 3/29/2024
16 of 18 Details 3/29/2024
B-2
LA515\135\943139.v2
17 of 18 Details 3/29/2024
18 of 18 Details 3/29/2024
Turn Lane Plans (prepared by
Carlson McCain)
T1 of T2 Turn Lane Index 3/29/2024
T2 of T2 Turn Lane Royal Boulevard North 3/29/2024
Easement Exhibits (prepared
by Carlson McCain)
EAS.1 of 4 Easement Exhibit
EAS.2 of 4 Easement Exhibit
EAS.3 of 4 Easement Exhibit
EAS.4 of 4 Easement Exhibit
Specifications (prepared by
Carlson McCain)
1-302 Specification – Carlson McCain
Project #6036-00
4/4/2024
LA515\135\943139.v2
EXHIBIT C TO
DEVELOPMENT AGREEMENT
Subdivision Improvements Cost/Security Amount Estimate
CONSTRUCTION CATEGORY COST 125 percent
1 Grading
$ N/A $ N/A
2 Sanitary Sewer
$ 301,227 $ 376,534
3 Watermain
$ 339,060 $ 423,825
4 Storm Sewer (includes pond structures
and outfall pipes)
$ 301,958 $ 377,448
5 Streets and Sidewalks
$ 569,231 $ 711,539
6 Trails
$ 66,000 $ 82,500
7 Surface Water Facilities (ponds,
infiltration basins, other BMPs)
$ N/A $ N/A
8 Street Lighting
$ 30,000 $ 37,500
9 Street and Traffic Signs
$ 3,675 $ 4,594
10 Private Utilities (electricity, natural gas,
telephone, and cable)
N/A N/A
11 Landscaping Improvements
$ 151,000 $ 188,750
12 Tree Preservation and Restoration
N/A N/A
13 Wetland Mitigation and Buffers
N/A N/A
14 Monuments
$ 9,200 $ 11,500
15 Erosion and Sedimentation Control
$ 57,700 $ 72,125
16 20th Street Turn Lane
$ 100,000 $ 125,000
17 Developer’s Record Drawings
$ 8,000 $ 10,000
TOTALS
$1,937,051
$2,421,314
LA515\135\943139.v2
FORM OF IRREVOCABLE LETTER OF CREDIT
No.__________________
Date: ________________
TO: City of Lake Elmo
Dear Sir or Madam:
We hereby issue, for the account of (Name of Developer) and in your favor, our
Irrevocable Letter of Credit in the amount of $___________ available to you by your draft drawn on sight
on the undersigned bank.
The draft must:
a) Bear the clause, "Drawn under Letter of Credit No.____________, dated ______________, 20___,
of (Name of Bank)" ;
b) Be signed by the Mayor or City Administrator of the City of Lake Elmo.
c) Be presented for payment at (Address of Bank) , on or before 4:00 p.m. on
November 30, 20___.
This Letter of Credit shall automatically renew for successive one-year terms unless, at least forty-five (45)
days prior to the next annual renewal date (which shall be November 30 of each year), the Bank delivers
written notice to the Lake Elmo City Administrator that it intends to modify the terms of, or cancel, this Letter
of Credit. Written notice is effective if sent by certified mail, postage prepaid, and deposited in the U.S. Mail,
at least forty-five (45) days prior to the next annual renewal date addressed as follows: City Administrator,
City Hall, 3880 Laverne Ave. N., Suite 100, Lake Elmo Minnesota 55042 and is actually received by the
City Administrator at least thirty (30) days prior to the renewal date.
This Letter of Credit sets forth in full our understanding which shall not in any way be modified, amended,
amplified, or limited by reference to any document, instrument, or agreement, whether or not referred to
herein.
This Letter of Credit is not assignable. This is not a Notation Letter of Credit. More than one draw may be
made under this Letter of Credit.
This Letter of Credit shall be governed by the most recent revision of the Uniform Customs and Practice for
Documentary Credits, International Chamber of Commerce Publication No. 500.
We hereby agree that a draft drawn under and in compliance with this Letter of Credit shall be duly honored
upon presentation.
By:
Its